Common use of No Conflicts; No Violation Clause in Contracts

No Conflicts; No Violation. (a) The execution, delivery, and performance of this Agreement and the Registration Rights Agreement by the Company, and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common Shares) do not and will not (i) conflict with or result in a violation of any provision of the Articles of Incorporation or By-laws, (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Internet America Inc), Securities Purchase Agreement (Internet America Inc), Securities Purchase Agreement (Internet America Inc)

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No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and Agreement, the Registration Rights Agreement and the Warrant by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles its Certificate of Incorporation or By-laws, Bylaws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Schering Berlin Venture Corp), Securities Purchase Agreement (Sonus Pharmaceuticals Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and Agreement, the Registration Rights Agreement and the Warrants by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles its Certificate of Incorporation or By-laws, Bylaws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Sonus Pharmaceuticals Inc), Securities Purchase Agreement (Sonus Pharmaceuticals Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles Certificate of Incorporation or By-laws, laws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Endocardial Solutions Inc), Securities Purchase Agreement (Micro Therapeutics Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the its Articles of Incorporation Incorporation, as amended or By-laws, as amended or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company or any of the Banks is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or any of the Banks or by which any property or asset of the Company or any of the Banks is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Greater Bay Bancorp), Securities Purchase Agreement (Greater Bay Bancorp)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles Certificate of Incorporation or By-laws, laws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) ), applicable to the Company or by which any property or asset of the Company is bound or affected (except in the case of clauses (i), (ii) and (iii) for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Securities Purchase Agreement (Aksys LTD)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles Certificate of Incorporation or By-laws, laws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Securities Purchase Agreement (Adatom Com Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and each of the Registration Rights Agreement Transaction Documents by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance delivery of the Common Shares) do not and Offered Securities will not (i) conflict with or result in a violation of any provision of the Articles of Incorporation or By-laws, Bylaws of the Company or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, license or instrument to which the Company or any of its subsidiaries is a party, or (iii) assuming the accuracy of the representations of the Investors, result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. United States federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company Company, any of subsidiaries, or its securities are subject) ), applicable to the Company or by which any property or asset of the Company or any of its subsidiaries is bound or affected affected, except in the case of clauses (except ii) and (iii) for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Securities Purchase Agreement (Icop Digital, Inc)

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No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities) do not and will not (i) conflict with or result in a violation of any provision of the Articles its Certificate of Incorporation or By-lawsBylaws, (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company or any subsidiary is a party, or (iii) to the best of the Company’s knowledge, result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or any subsidiary or by which any property or asset of the Company or subsidiary is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Subscription Agreement (Point Therapeutics Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common SharesSecurities being sold by the Company) do not and will not (i) conflict with or result in a violation of any provision of the Articles Certificate of Incorporation or By-laws, laws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: 27 Securities Purchase Agreement (Novoste Corp /Fl/)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and the Registration Rights Agreement by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Common Shares) do not and will not (i) conflict with or result in a violation of any provision of the Articles its Certificate of Incorporation or By-laws, Bylaws or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, or instrument to which the Company is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company or its securities are subject) applicable to the Company or by which any property or asset of the Company is bound or affected (except for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Securities Purchase Agreement (Sonus Pharmaceuticals Inc)

No Conflicts; No Violation. (a) The execution, delivery, delivery and performance of this Agreement and each of the Registration Rights Agreement Transaction Documents by the Company, Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance delivery of the Common Shares) do not and Securities will not (i) conflict with or result in a violation of any provision of the Articles of Incorporation or By-laws, laws of the Company or (ii) violate or conflict with, or result in a breach of any provision of, or constitute a default (or an event which with notice or lapse of time or both could become a default) under, or give to others any rights of termination, amendment (including without limitation, the triggering of any anti-dilution provision), acceleration or cancellation of, any agreement, indenture, patent, patent license, license or instrument to which the Company or any of its subsidiaries is a party, or (iii) assuming the accuracy of the representations of the Investors, result in a violation of any law, rule, regulation, order, judgment or decree (including U.S. United States federal and state securities laws and regulations and regulations of any self-regulatory organizations to which the Company Company, any of subsidiaries, or its securities are subject) ), applicable to the Company or by which any property or asset of the Company or any of its subsidiaries is bound or affected affected, except in the case of clauses (except ii) and (iii) for such conflicts, breaches, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect).

Appears in 1 contract

Samples: Securities Purchase Agreement (Faro Technologies Inc)

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